ODYSSEY MARINE EXPLORATION, INC. FORM OF TRANCHE II WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • December 4th, 2023 • Odyssey Marine Exploration Inc • Water transportation • New York
This Tranche II Warrant to Purchase Common Stock (this “Warrant”) is being issued pursuant to that certain Note and Warrant Purchase Agreement, dated as of December 1, 2023, by and between the Company and the Holder (the “Agreement”). Capitalized terms not otherwise defined herein shall have the meaning given to such terms in the Agreement.
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • December 4th, 2023 • Odyssey Marine Exploration Inc • Water transportation • New York
This NOTE AND WARRANT PURCHASE AGREEMENT (including all Schedules and Exhibits hereto, this “Agreement”), dated as of December 1, 2023, is by and among ODYSSEY MARINE EXPLORATION, INC., a Nevada corporation with offices located at 205 S. Hoover Blvd. Suite 210, Tampa, Florida 33609 (the “Company”), TWO SEAS MASTER (GLOBAL) FUND LP, a Cayman Islands limited partnership, in its individual capacity as a Buyer (as defined below), and in its capacity as collateral agent for the Holders (as defined below) (in such capacity, together with its successors and/or assigns, “Collateral Agent”), each Person who has executed this Agreement as a purchaser of the Securities (as defined below) (each, a “Buyer”, and collectively, the “Buyers”), and the other Holders from time to time party hereto in accordance with the terms of this Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 4th, 2023 • Odyssey Marine Exploration Inc • Water transportation
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 1, 2023 (the “Closing Date”), by and among ODYSSEY MARINE EXPLORATION, INC., a Nevada corporation, with its principal offices at 205 S. Hoover Blvd. Suite 210, Tampa, Florida 33609 (the “Company”), and the undersigned holders (each, a “Holder”, and collectively, the “Holders”).
FORM OF PROMISSORY NOTEPromissory Note • December 4th, 2023 • Odyssey Marine Exploration Inc • Water transportation • New York
FOR VALUE RECEIVED, ODYSSEY MARINE EXPLORATION, INC., a Nevada corporation (the “Company”), hereby promises to pay to the order of ________________, a ________________ (together with its successors and/or assigns, collectively, the “Holders” and each individually, a “Holder”), the principal sum of ___________________ U.S. DOLLARS ($__________), together with interest accruing at the Interest Rate (as defined below) on the outstanding amount of principal. This Promissory Note (the “Note”) evidences advances made pursuant to that certain Note and Warrant Purchase Agreement dated as of December 1, 2023 (the “Purchase Agreement”), by and among the Company, each Holder party thereto from time to time, and the collateral agent named therein (“Collateral Agent”). Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
